David Arkin as Norman

Barbara Baxley as Lady Pearl

Ned Beatty as Delbert Reese

Karen Black as Connie White

Ronee Blakley as Barbara Jean

Timothy Brown as Tommy Brown

Keith Carradine as Tom Frank

Geraldine Chaplin as Opal

Robert DoQui as Wade Cooley

Shelley Duvall as L.A. Joan

Allen Garfield as Barnett

Henry Gibson as Haven Hamilton

Scott Glenn as Pfc. Glenn Kelly

Jeff Goldblum as Tricycle Man

Barbara Harris as Winifred / Albuquerque

David Hayward as Kenny Frasier

Michael Murphy as John Triplette

Allan F. Nicholls as Bill

Dave Peel as Bud Hamilton

Cristina Raines as Mary

Bert Remsen as Star

Lily Tomlin as Linnea Reese

Gwen Welles as Sueleen Gay

Keenan Wynn as Mr. Green

Merle Kilgore as Trout

James Dan Calvert as Jimmy Reese

Donna Denton as Donna Reese

Carol McGinnis as Jewel

Sheila Bailey as Smokey Mountain Laurel

Patti Bryant as Smokey Mountain Laurel

Richard Baskin as Frog

Jonnie Barnett as Jonnie Barnett

Vassar Clements as Vassar Clements

Sue Barton as Sue Barton

Elliott Gould as Elliott Gould

Julie Christie as Julie Christie

Steve Earle as Concert-goer (uncredited)

Gailard Sartain as Man at Lunch Counter (uncredited)

Joan Tewkesbury as Tom's Lover / Kenny's Mother (uncredited) (voice)

Thomas Hal Phillips as Hal Phillip Walker (uncredited)